SECOND AMENDMENT TO PHASE II OPTION AGREEMENT
(2001 ▇▇▇▇▇▇▇ Option)
THIS SECOND AMENDMENT TO PHASE II OPTION AGREEMENT is dated this 10th day
of June, 1999, by and between Hillcrest Development ("Owner") and R & D Systems,
Inc. ("Buyer").
RECITALS:
1. Owner and Buyer entered into a Phase II Option Agreement dated February
10, 1999 and a First Amendment to Phase II Option Agreement dated April 10,
1999 with respect to property commonly known as 2001 ▇▇▇▇▇▇▇ together with a
surface parking parcel (collectively the "Option Agreement").
2. The parties wish to amend the Option Agreement on the terms and
conditions hereafter set forth.
NOW, THEREFORE, in consideration of the foregoing, the parties agree as
follows:
1. Section XX of the Purchase Agreement attached as Exhibit B to the
Option Agreement is hereby amended and completed by adding the following
paragraphs:
Buyer shall reimburse Seller at closing for the following costs and
expenses to be incurred by Seller, but such reimbursement(s) shall be
limited in amounts as if such reimbursable costs and expenses were Capital
Improvement Costs listed on Exhibit D hereto attached and each of the
following items were treated as "capital improvements" as referenced in
said Exhibit D:
(a) costs and expenses paid to the City of Minneapolis and/or its
agents or contractors for the re-radiusing of the intersection of
Broadway Street and ▇▇▇▇▇▇ Street including land acquisition costs but,
except as otherwise provided herein, excluding any cost for the
stoplight and its installation ("Stoplight") which is to be installed
at such intersection;
(b) costs and expenses paid to the City of Minneapolis and/or its
agents or contractors for the realignment of the ▇▇▇▇▇▇▇ Street and
▇▇▇▇▇▇ Street intersection;
(c) costs and expenses paid to the City of Minneapolis and/or its
agents or contractors for the installation of the turn/drive off lane
at the intersection of ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇;
Buyer shall also reimburse Seller at closing for the following costs
and expenses (together with interest from the date of Seller's expenditure
at the lowest AFR rate then in effect) which Seller has paid:
(a) to the City of Minneapolis and/or its agents or contractors for
the cost of the Stoplight and its installation less the aggregate
principal reimbursement payments for the Stoplight and its installation
previously made to Seller, as Landlord, by UCare Minnesota, or its
assignee, as a tenant, of the Property, "pursuant to the parties'
lease";
(b) with respect to and in connection with Seller's acquisition from
MT Properties, Inc. of the parcel of land lying easterly and adjacent
to the property ("MT Property") along with all due diligence expenses
incurred by Seller associated with such acquisition; and
(c) for all street vacation expenses in connection with the vacation
of streets bordering the Property.
2. Section X(c)(ii) of the Purchase Agreement attached as Exhibit B to
the Option Agreement is hereby amended to read as follows:
(ii) Such additional funds as may be required of Buyer to pay closing
cost or charges properly allocable to Buyer including, but not
limited to, reimbursable costs and expenses to Seller pursuant
to Section XX hereof.
3. The word "Property" as used in the Option Agreement and in the
Purchase Agreement attached as Exhibit B to the Option Agreement is hereby
amended to include that part of ▇▇▇▇▇▇▇ Street that (i) accrues to the
benefit of Owner as a result of the contemplated realignment of the ▇▇▇▇▇▇▇
▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ intersection, and (ii) the MT Property, if acquired
by Owner.
4. Except as provided for above, all the terms and conditions of the
Option Agreement and the Purchase Agreement, attached as Exhibit B to the
Option Agreement shall remain in full force and effect.
OWNER: BUYER:
Hillcrest Development R & D Systems, Inc.
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ By:/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇
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Its: General Partner Its: President